OMNIBUS AMENDMENT [AMENDMENT NO. 3 TO RECEIVABLES SALE AGREEMENT, AMENDMENT NO. 5 TO RECEIVABLES SALE AND CONTRIBUTION AGREEMENT AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT]Receivables Sale Agreement, Receivables Sale and Contribution Agreement, Credit and Security Agreement • August 16th, 2006 • International Paper Co /New/ • Paper mills • New York
and pertains to (i) that certain Receivables Sale Agreement, dated as of December 26, 2001, by and between IP and IPFS, as amended the (“First-Step RSA”), (ii) that certain Receivables Sale and Contribution Agreement, dated as of December 26, 2001, by and between IPFS and Red Bird, as amended (the “Second-Step RC&SA”) and (iii) that certain Amended and Restated Credit and Security Agreement, dated as of November 17, 2004, by and among the parties hereto, Variable Funding Capital Company LLC, Gotham Funding Corporation, Preferred Receivables Funding Company LLC, Starbird Funding Corporation, CAFCO, LLC, Citibank, N.A., as amended (the “CSA” and, together with the First-Step RSA and the Second-Step RC&SA, the “Agreements”). Capitalized terms used and not otherwise defined herein are used with the meanings attributed thereto in the First-Step RSA, the Second-Step RC&SA or the CSA, as applicable.
